Business Consulting and Plan Drafting

Centarus Business Consultants, Ltd. serves early stage companies by helping them assess the hidden obstacles to capital raising success. Our team works with companies in a diverse array of industries. But the art of business consulting relies less on specific industry expertise and more on understanding what accredited and institutional investors want and need to see from a company’s marketing materials in order to inspire investment interest.

There are many decent business plan consultants in the US today, but we are the ONLY firm in the US today that actually provides these services with the ability to introduce client offerings to our very substantial investor network. Many of our competitors can speak generally about what investors would like to see as part of the marketing package, but it is a whole different game when the business plan drafter has to use those same materials to make investor introductions—we have to use our materials to sell your offering and most others don’t. Call US NOW at 866-312-5711 or email an inquiry to us, and we can discuss your needs.

Our Primary Objective:

Our primary objective is to assist our clients in determining the strengths and weaknesses of their current marketing package and to aid them in raising their capital target. The quality and credibility of this package of materials is a significant factor in our ability to obtain capital from our accredited and institutional sources. Once a client is packaged credibly, we can comfortably participate in making introductions to our funding sources. The activities required to permit a company to raise capital through private or public markets frequently include some or all the following:

Clarifying the Goals of the Business

Assisting with the Creation of , or Improvement of, a Business Plan

Conducting Due Diligence on the Company

Determining Whether Capital Should be Raised Through Private or Public Markets

Considering Whether Our Network of Underwriters or PIPE Financiers Will be Able to Assist Our Client or Whether We Will Have to Initially Sell a Client’s Offering Through Retail Distribution

Reviewing the Intellectual Property Protection Currently in Place

Identifying and Qualifying Credible Capital Source Targets

Guiding the Development of a Capital Raising Infrastructure

Presenting Our Clients’ Position with Professionally Created Collateral Materials

Designing the Structure of the Offering

Selecting the Legal Vehicle to be Used in the Sale of Company Securities

Arranging for the Drafting of the Legal Offering Documents

Assisting Clients in Developing a Securities Selling Infrastructure or Introducing an Underwriter or Broker Dealer Who Will Sign a Selling Agreement

What Makes Us Different?

A key differentiator between our organization and others in our industry is our selling experience. Many business consulting firms possess varying degrees of writing experience and business drafting knowledge but almost all of our competitors lack “real” capital raising experience and the sophistication to know what is necessary to raise large amounts of capital for a client. Our management consulting team and our network have collectively raised over $100 million dollars for micro cap and nano cap companies in the US over the last three years.

When selecting a business consultant, we recommend that you consider the following:

Let us help you to determine whether you really need a Business Plan Consultant or a Business Strategy Consultant: A Business Plan Consultant is someone who is provided all necessary and pertinent data for drafting a business plan, and is hired to simply draft the plan. A Business Strategy Consultant is someone who is hired to review and comment on the business and investor offering strategy, in advance of drafting any materials. Many early-stage companies don’t recognize that they should hire a Business Strategy Consultant before beginning to draft a business plan. Instead, they begin creating marketing materials and selling their offerings based on an offering strategy that is unknowingly flawed. Frequently, the only time companies recognize this grave oversight is when they fail to raise capital, only reach a small percentage of their capital target, or when they finally hire an experienced consultant—and the errors are explained. By this time, the company principals have wasted a lot of time and money.

Let professionals like us evaluate the strengths and weaknesses of your current marketing materials. What do you really need to get you closer to your capital raising goal?• Do you need a review of your business plan?• Do you need a makeover of your plan?• Do you need a financial projection review and financial “reality check”?

Don’t work with business plan experts that can’t step into the “batter’s box” and offer to raise capital for your offering. It is too easy for a well educated writer to call himself a business consulting “expert.” The real experts, on the other hand, are the consultants who not only have years of experience drafting offering marketing materials, but also have a great depth of experience overseeing the sales of such offerings.

Ask our competitors a few simple questions:• What type of marketing materials do they utilize to compel institutional investors to invest?• How much do they seek to be paid before producing a capital commitment?• Our fees are based on the services that we provide, and we receive deal equity if you retain us for a prolonged engagement. This approach produces an alignment of interests.

Additionally, most of our competitors have no method of integrating the required and necessary legal services associated with capital raising into their consulting services menu. Their only option for clients is to refer them to costly and experienced or inexpensive and semi-experienced outside securities law firms, where there tends to be little or no communication between the legal and business professionals. In contrast, our business consultants work hand-in-hand with our affiliated law firm so that the legal and business aspects of an engagement are fully and seamlessly addressed.

While private placement memorandum templates are generally frowned upon by us and other skilled advisers, there are times when templates are quite adequate. However, only a consulting firm that is affiliated with a law firm would know when to advise clients to use an inexpensive template, rather than spending $10,000-$20,000 on a private placement memorandum.

Another differentiating factor between us and our competitors is our personalized service and availability. We are not a client processing mill, and because we recognize that each of our clients deserve and require dedicated and extensive support, we carefully limit our engagements to clients with whom we believe there is a high likelihood of capital raising success. Maximizing our clients’ ability to raise capital in this environment requires a close and personal relationship between the client’s executive team and our management team. Such a relationship necessitates a high degree of access from our team. Call US NOW at 866-777-8058 or email an inquiry to us, and we can discuss your needs.

Louis Amatucci

Managing Partner

Mr. Amatucci serves as the managing partner of Centarus Legal Services PC, and he oversees Centarus Business Consultants, Ltd and its investment banking practice. His practice focuses on securities law and corporate law. He is a securities and corporate attorney who has more than 30 years of combined legal and business experience. Prior to heading Centarus, Mr. Amatucci was employed as managing partner and general counsel at a respected midsized Midwestern securities issuer,

where he established and directed the firm’s captive securities broker dealer distribution infrastructure. During that time, he had responsibility for drafting and overseeing the drafting of securities filings and compliance matters relative to the issuer and its broker dealer distribution, corporate formation matters, and employment matters. Mr. Amatucci has also served as managing partner of a boutique securities broker dealer where he had responsibility for all operations of the office, including management of registered representatives, profit and loss responsibility, communications, and oversight of day to day activities. He and Centarus have, also, represented clients in front of the Illinois State Securities Department the US Attorney’s office, subsequent to clients receiving improper direction from prior counsel. Mr. Amatucci and Centarus have litigated cases in Illinois state court ranging from breach of contract to investor fraud matters.

Additionally, he possesses more than a decade of investment industry and banking experience including sales, marketing and executive level experience; and he spent over four years of that time assisting clients in raising capital through wholesale, retail, direct, and broker dealer distribution. Furthermore, Mr. Amatucci has over ten years of combined commercial real estate and commercial finance experience, and over ten years of technology industry experience. In the technology industry, he held engineering, senior engineering and executive level management positions at numerous large and respected national and international companies, to include, Unisys, Motorola, and Varta Gmbh.

Mr. Amatucci holds a Bachelor of Science degree in Mechanical Engineering, and three advanced degrees, including a Master of Science, a Master of Arts, and a Juris Doctor. He is a graduate of Dartmouth College, New York University-Polytechnic Institute, and John Marshall Law School where he was an honored recipient of the Ronald Rosenberg academic scholarship, and where he graduated with Dean’s List honors. He has, also, been an active member of the Illinois bar for over a decade, and he is a former graduate level college professor of corporate and employment law.

Jason Powell

Of-Counsel

Mr. Powell works with Centarus Legal Services, PC, and he focuses on securities law and corporate law. He has been a practicing attorney for nearly a decade, during which time he has concentrated entirely on the practice of corporate and securities law. In addition, Jason received his securities legal training at a well-respected midsize law firm, and, then, served as general counsel and executive team member to two start-up companies. During his time as general counsel, he was responsible for all legal, corporate and regulatory compliance matters. Jason brings a unique and welcomed approach to the practice of law in that he truly understands the daily struggles facing entrepreneurs and management teams, and as a result of his experience, he is able to bring his business and entrepreneurial experience to the legal problems faced by entrepreneurs and management teams. Jason earned his law degree from University of Montana School of Law. In addition, he holds a Bachelor’s degree in Finance and Economics and a Master’s Degree in Sports Management from Montana State University-Billings.

Paul Belanger

Management Consultant

Mr. Belanger possesses over 20 years of finance and accounting experience, and for the past 10 years he has been providing consulting services to a range of clients that include everything from start-ups to Fortune 100 companies. Mr. Belanger’s specialties include raising capital, management turnaround and cost reductions. Over $100 Million Dollars has been raised for his clients over the past 3 years, and he has also initiated cost savings of $32 Million for companies. Some of Mr. Belanger’s Fortune 100 clients include: Waste Management, Staples, Timberland Footwear, Dunkin Donuts, and Bose. In 2010 Mr. Belanger raised $38 Million Dollars for Annie Leibovitz with Colony Capital to refinance her well publicized debt. He currently provides equity fund raising to enterprises in the technology, life science, and retail sectors.

Edward Rhodes

Management Consultant

Edward Rhodes possesses over 29 years of investment banking and consulting experience. Since 2000, Mr. Rhodes has provided M&A, valuation, capital raising, strategic advisory, due diligence, financial modeling and business plan writing services for startup, small and middle market clients. During his career he has closed transactions with an aggregate value in excess of $400 billion across a variety of sectors, including, but not limited to energy, utilities, social networking, industrials, media/telecom and healthcare.

Earlier in his career, Mr. Rhodes served as an Investment Banker in New York with JP Morgan and BMO Capital Markets. He has closed significant M&A, Leverage Finance, Project Finance, Equity, High Grade and High Yield transactions for a wide variety of Fortune 1000 clients and strategic buyers. Prior to his investment banking career, Mr. Rhodes managed the closure of defaulted savings and loan institutions as a Case Manager/Financial Analyst with the Resolution Trust Corporation in Washington.

Mr. Rhodes holds an M.B.A. in Finance from Columbia Business School and a B.A. in History from the University of Virginia.

John Russo

Management Consultant

John Russo possesses over 15 years of Financial Services and Investment Banking experience. Since 2000, Mr. Russo has provided New Business Procurement, Capital Raising, Structured Lending, Banking and Wealth Management Solutions for Small Businesses and Middle Market clients. During his career he has closed transactions with some of the largest Exxon Mobile Franchisees in the Northeast, where he assisted them with complex Cash Management Strategies.

Previously, Mr. Russo served as a Banker in New York with JP Morgan Chase, a Financial Advisor for Merrill Lynch and a Risk Management Consultant at Goldman Sachs Position Control Group.

Prior to his Financial Services career, Mr. Russo Founded Wrapid-Pull, A Dispenser for the Restaurant Industry. He patented the design and sold the rights to a Restaurant Industry Manufacturer in New York City.

Mr. Russo Holds Multiple Financial Industry licenses including the FINRA Series 7, Series 66, Series 55 and Series 24 Licenses. He graduated From Pace University Lubin School of Business with a Bachelor Degree in Business.

Gobind Singh Khalsa

Management Consultant

Gobind Singh Khalsa is a Sr. Consultant at Centarus Business Services. He leads engagements providing business leaders and organizations with strategy, finance consulting services and business coaching. Gobind Singh’s knowledge and expertise include business planning, finance, creating and implementing strategy and leadership development. His extensive background includes 18 years experience in leadership, consulting and finance. He has led consulting engagements for executive management, human resources, operations, finance, and technology teams.

His engagement leadership includes servicing clients as a management consulting and CFO – providing leadership, developing creative solutions and project management in finance, business planning and strategy, organizational development, change management, merger integration, finance/technology transformation, process improvement and regulatory reporting. His clients include start-up, medium-sized, and Fortune 500 companies in the technology, energy, financial services, health care, LOHAS, marketing and consumer products industries. Some of the clients he has served include Eagle Energy, ECO Power Design, Kaiser Permanente, JPMorgan Chase, Morgan Stanley and Union Bank. His previous employment includes: Manager at Ernst & Young LLP within the FS – Business Consulting practice and a Controller at the boutique investment bank Donaldson, Lufkin, & Jenrette.

Tim O’Connor

Management Consultant

Tim O’Connor is a tremendous asset to our Consumer Products practice area and brings the innovation and passion of a proven entrepreneur plus the enormous volume of results from his classic brand marketing experiences on some of the world’s best known brands including Betty CrockerR, TropicanaR Juice, CoorsR, Star WarsR and many more.

With more than twenty years of experience in traditional consumer marketing, Tim is a hands-on leader in product development, strategic planning, sales management and operations issues. As an executive leader, Tim has built a reputation as a marketing & sales driven executive in corporate turnarounds and brings a level of analysis and urgency to strategic decisions facing large and small organizations. Tim has developed countless strategic plans and presentations in such areas as marketing strategy, business model innovation, consumer research, channel management, new product development, brand renewal and product launches to name a few.

Tim is also the Founder of Brightspot Brands, the company he created to focus on the emerging functional candy segment. His company created the world’s first healthy candy brand known as, gimmeR. The brand featured great tasting, premium chocolate candy packed with nutrition like real dairy calcium, Omega3 from flaxseed and probiotics. The business was sold to a strategic investor in 2010.

Tim earned his undergraduate degree in Economics at the University of Minnesota and earned his MBA from the JL Kellogg School of Management at Northwestern University with emphasis in Finance and Marketing.

Jan Knight

Management Consultant

Jan Knight’s primary focus is on providing customized secondary market research to consulting companies, start-ups, entrepreneurs and small-medium sized businesses. Much of her work in the past 13 years has helped to shape business plans, strategic marketing plans and new business development in a diverse set of industries.

Having access to professional, subscriber-based databases that provide authoritative data, nationally and internationally, helps her to research far beyond what the Internet alone can offer. Her information gathering skills are also incorporated in her research-driving writing of white papers, her reviewing of global information products for a UK publisher, and the multiple presentations and workshops she provides on the topic of market research. Jan also brings marketing and advertising experience to her role as a market research specialist.

Currently, a member of the Association of Independent Information Professionals, she has been active in their committees and conferences since 2001. Jan has previously served as a Board Member for a local Chapter of the National Association of Women Business Owners (NAWBO), is also active in various trade groups including the Arizona Technology Council and the Business Marketing Association, and is currently involved as a partner/mentor at a number of Arizona-based business incubators

Jan earned her M.A. in Information Resources & Library Science from the University of Arizona, and her B.A. from the University of California, Berkeley.

Deree Kobets

Management Consultant

Deree Kobets brings to the team over 14 years of experience working with start-up companies. Her specialties include business plans, raising capital, cost reductions, creating organizational efficiencies, conducting due diligence and developing working cash flow and proforma financial statements.

Earlier in her career, Ms. Kobets designed a fundraising strategy and sourced target investors to raise $170 million for Apex Venture Partners, a technology-based private equity firm in Chicago. Not only does Ms. Kobets have experience with helping startup companies, she is an entrepreneur herself. Ms. Kobets is the founder of Grow Modern Kids, a unique brand which sold organic and modern products for children. Annual sales grew 20% consistently over five years. In 2012, she successfully sold her business for a profit.

During the last two years, she has provided consulting services to small companies in high growth stages and in need of funding. She assisted these companies with growth plans, systems restructuring, and the preparation of business and financial documents. From her experience with investors, she is skilled in writing business plans and knowing what investors want. Due to her experience with entrepreneurs, she is adept in assisting start-up companies prepare their systems and financials for investment sourcing.

Deree earned her undergraduate degree in Economics at the University of North Carolina at Chapel Hill and earned her MBA from the J.L. Kellogg School of Management at Northwestern University with emphasis in Management and Strategy and Marketing.

With more than thirteen years of experience in Product Marketing and Business Development, Dharmesh is a hands-on leader in product development, marketing, strategic planning, organic/inorganic growth and operations/process improvements. As an executive leader and hands on strategist, Dharmesh has built a reputation as a quantitative “Growth Hacker” leading business growth while meeting ROI and ROE objectives. Dharmesh has developed numerous strategic plans and business cases in such areas as marketing strategy, business model innovation, market/product research, customer acquisition & retention strategies, new product development, M&A/Capital Raise and Investor Relations.

Some of the notable highlights from Business Development/Product Launches include:

Over $90 Million in Capital Raise stretching across the major stages—Seed (~$100k), Series A ($8M), Private Placement ($2M), IPO ($80M)

Eight M&A Deals totaling over $400M

Twenty + product launches for both startups and larger blue chip firms bringing in over $160 M in incremental Revenue

Dharmesh earned his undergraduate degree in Business Administration at the University of Maryland – UMUC and earned his MBA from the Warrington College of Business at University of Florida with emphasis in Finance and Strategy.

Hillary Finne

Operations Manager

Ms Finne is the Operations Manager and lead paralegal at Centarus Professional Services. She provides us with more than 20 years of business experience in industries, to include, legal services, financial, and manufacturing. Educationally, she possesses a Juris Doctorate from Loyola University Chicago’s School of Law and a Masters and a Bachelors degree from Northern Illinois University.

Testimonials

The Centarus team have a people personality with a self directed “entrepreneurial” mindset and a results-oriented attitude.- S. McGregor. President of storage group

Over the last several years it has been a pleasure to get to know The Centarus team. They provide high level legal skills and knowledge along with problem solving skills that will benefit any business organization.- M. MorawskCEO of Michae.. LLC